-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UC5iSy8x2vJDn/L2o6SwstIl2lBtid9FvtwFv01TQYgnETdh3dVxjXbGHhDHHMEE /BR+SGAuOKEnhWMLEYTqrg== 0001188112-06-000688.txt : 20060314 0001188112-06-000688.hdr.sgml : 20060314 20060314171701 ACCESSION NUMBER: 0001188112-06-000688 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060314 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060314 DATE AS OF CHANGE: 20060314 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DELTA AIR LINES INC /DE/ CENTRAL INDEX KEY: 0000027904 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 580218548 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05424 FILM NUMBER: 06685811 BUSINESS ADDRESS: STREET 1: HARTSFIELD ATLANTA INTL AIRPORT STREET 2: 1030 DELTA BLVD CITY: ATLANTA STATE: GA ZIP: 30354-1989 BUSINESS PHONE: 4047152600 MAIL ADDRESS: STREET 1: P.O. BOX 20706 STREET 2: DEPT 981 CITY: ATLANTA STATE: GA ZIP: 30320-6001 FORMER COMPANY: FORMER CONFORMED NAME: DELTA AIR CORP DATE OF NAME CHANGE: 19660908 8-K 1 t9351_8k.htm CURRENT REPORT ON FORM 8-K Current Report on Form 8-K
 




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


 
FORM 8-K
 


CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):   March 14, 2006

DELTA AIR LINES, INC.
(Exact name of registrant as specified in its charter)



Delaware
001-05424
58-0218548
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)


P.O. Box 20706, Atlanta, Georgia 30320-6001
(Address of principal executive offices)


Registrant’s telephone number, including area code: (404) 715-2600


Registrant’s Web site address: www.delta.com


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 

 
 

 
Item 8.01 Other Events.
 
On March 14, 2006, Delta issued a press release announcing that it has initiated negotiations with the lenders of its $1.9 billion debtor-in-possession credit facility to amend certain aspects of that facility. A copy of the press release is attached hereto as Exhibit 99.1.


Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

Exhibit 99.1
Press Release dated March 14, 2006, titled “Delta Air Lines in Negotiations to Amend Debtor-in-Possession Credit Facility”

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 
 

SIGNATURES



          Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



 
DELTA AIR LINES, INC.
   
 
By: /s/ Edward H. Bastian                                     
Date: March 14 , 2006
Edward H. Bastian
Executive Vice President and Chief Financial Officer
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 

EXHIBIT INDEX

Exhibit Number
Description
   
Exhibit 99.1
Press Release dated March 14, 2006, titled “Delta Air Lines In Negotiations to Amend Debtor-in-Possession Credit Facility”

 
 
 
 
 
 
EX-99.1 2 ex99-1.htm EXHIBIT 99.1 Exhibit 99.1


EXHIBIT 99.1


CONTACT:
Corporate Communications
404-715-2554
 
Investor Relations
404-715-6679



Delta Air Lines in Negotiations to Amend Debtor-in-Possession Credit Facility

Amendments Would Lower Annual Interest Expense 

ATLANTA, March 14, 2006 - Delta Air Lines (Other OTC: DALRQ) today announced that it has initiated negotiations with the lenders of its $1.9 billion debtor-in-possession (DIP) credit facility to amend certain aspects of that facility. The amendments, if approved, among other things, will reduce Delta’s interest rate on the three term loans making up this facility and enable Delta to complete amendments to unrelated financing agreements.

"We are pursuing every opportunity to reduce our costs in order to give Delta the best chance to successfully restructure," said Edward H. Bastian, Delta's executive vice president and chief financial officer. “Reducing our interest expense through amending the DIP financing agreements would contribute to the $3 billion in annual cost savings and revenue enhancements in our business plan.”

GE Commercial Finance as the Administrative Agent for the DIP credit facility will manage the amendment process. The U.S. Bankruptcy Court for the Southern District of New York granted final approval for this facility in October 2005. Delta also received final court approval in October 2005 for $300 million in secured post-petition financing provided by American Express Travel Related Services Company, Inc. (American Express).

The amendments to the DIP credit facility will also enable Delta to consummate amendments to certain unrelated financing arrangements with GE Commercial Finance. In particular, the proposed amendment to the DIP Credit Agreement will permit Delta to grant additional liens to GE with respect to the unrelated financing arrangements and with respect to Delta's current and future lease obligations to GE under certain leases of regional jets. The Bankruptcy Court authorized Delta to execute the amendments to the unrelated financing agreements by entry of an Order dated February 8, 2006. The amendments to the DIP Credit Agreement to enable the amendments of the unrelated financing arrangements with GE are subject to American Express agreeing to make comparable amendments in the financing agreements between it and Delta.




About Delta
Delta Air Lines is one of the world’s fastest growing international carriers with more than 50 new international routes added or announced in the last year. Delta offers daily flights to 503 destinations in 94 countries on Delta, Song, Delta Shuttle, the Delta Connection carriers and its worldwide partners. In summer 2006, Delta plans to offer customers more destinations and departures between the U.S., Europe, India and Israel than any global airline, including service on 11 new transatlantic routes from its Atlanta and New York-JFK hubs. Delta also is a major carrier to Mexico, South and Central America and the Caribbean, with more than 35 routes announced, added or applied to serve since Jan. 1, 2005. Delta's marketing alliances also allow customers to earn and redeem SkyMiles on more than 14,000 flights offered by SkyTeam and other partners. Delta is a founding member of SkyTeam, a global airline alliance that provides customers with extensive worldwide destinations, flights and services. Customers can check in for flights, print boarding passes and check flight status at delta.com.

Statements in this news release that are not historical facts, including statements regarding our estimates, expectations, beliefs, intentions, projections or strategies for the future, may be “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995.  All forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from the estimates, expectations, beliefs, intentions, projections and strategies reflected in or suggested by the forward-looking statements.  These risks and uncertainties include, but are not limited to, the actions and decisions of our creditors and other third parties with interests in our Chapter 11 proceedings; our ability to obtain court approval with respect to motions in the Chapter 11 proceedings prosecuted from time to time; our ability to develop, prosecute, confirm and consummate one or more plans of reorganization with respect to the Chapter 11 proceedings and to consummate all of the transactions contemplated by one or more such plans of reorganization or upon which consummation of such plans may be conditioned; risks associated with third parties seeking and obtaining court approval to terminate or shorten the exclusivity period for us to propose and confirm one or more plans of reorganization, to appoint a Chapter 11 trustee or to convert the cases to Chapter 7 cases; our ability to obtain and maintain normal terms with vendors and service providers; our ability to maintain contracts that are critical to our operations; our ability to maintain adequate liquidity to fund and execute our business plan during the Chapter 11 proceedings and in the context of a plan of reorganization and thereafter; our ability to comply with financial covenants in our financing agreements; our ability to implement our expanded transformation plan successfully; the cost of aircraft fuel; labor issues, including our ability to reduce our pilot labor costs to the level called for by our business plan and possible strikes or job actions by unionized employees; pension plan funding obligations; interruptions or disruptions in service at one of our hub airports; our increasing dependence on technology in our operations; our ability to retain management and key employees; restructurings by competitors; the effects of terrorist attacks; and competitive conditions in the airline industry.





Additional information concerning risks and uncertainties that could cause differences between actual results and forward-looking statements is contained in Delta’s Securities and Exchange Commission filings, including its Form 10-Q, filed with the Commission on November 14, 2005.

The risks and uncertainties and the terms of any reorganization plan ultimately confirmed can affect the value of our various pre-petition liabilities, common stock and/or other securities.  No assurance can be given as to what values, if any, will be ascribed in the bankruptcy proceedings to each of these liabilities or securities.

A plan of reorganization could result in holders of our liabilities and/or securities receiving no value for their interests.  Because of such possibilities, the value of these liabilities and/or securities is highly speculative.  Accordingly, we urge that caution be exercised with respect to existing and future investments in any of these liabilities and/or securities.  Investors and other interested parties can obtain information about Delta’s Chapter 11 filing on the Internet at delta.com/restructure. Court filings and claims information are available at deltadocket.com.  Caution should be taken not to place undue reliance on Delta’s forward-looking statements, which represent Delta’s views only as of March 14, 2006, and which Delta has no current intention to update.
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